Common use of Organization and Power Clause in Contracts

Organization and Power. The Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 243 contracts

Samples: Subscription Agreement (Siddhi Acquisition Corp.), Subscription Agreement (Hennessy Capital Investment Corp. VI), Subscription Agreement (CIIG Merger Corp.)

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Organization and Power. The Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation (if the concept of “good standing” is a recognized concept in such jurisdiction) and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 91 contracts

Samples: Backstop Agreement (Gores Holdings VIII Inc.), Forward Purchase Agreement (Corsair Partnering Corp), Forward Purchase Agreement (SVF Investment Corp. 3)

Organization and Power. The If an entity, the Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation (if the concept of “good standing” is a recognized concept in such jurisdiction) and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 37 contracts

Samples: Forward Purchase Agreement (Gateway Strategic Acquisition Co.), Forward Purchase Agreement (Primavera Capital Acquisition Corp.), Forward Purchase Agreement (CF Corp)

Organization and Power. The Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation incorporation or organization and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 26 contracts

Samples: Forward Purchase Agreement (GP-Act III Acquisition Corp.), Form of Forward Purchase Agreement (Supernova Partners Acquisition Company, Inc.), Forward Purchase Agreement (G Squared Ascend I Inc.)

Organization and Power. The Such Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 15 contracts

Samples: Subscription Agreement (Good Works II Acquisition Corp.), Business Combination Agreement (HighPeak Energy, Inc.), Forward Purchase Agreement (ExcelFin Acquisition Corp.)

Organization and Power. The Purchaser is duly organized, formed and validly existing, existing and in good standing under the laws of the in its jurisdiction of its formation incorporation or organization and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 10 contracts

Samples: Forward Purchase Agreement (Longview Acquisition Corp.), Forward Purchase Agreement (Longview Acquisition Corp. II), Forward Purchase Agreement (Panacea Acquisition Corp)

Organization and Power. The Purchaser is duly organized, formed or incorporated and is validly existing, and existing in good standing under the laws of the jurisdiction of its formation and has all requisite or incorporation, with power and authority to carry on enter into, deliver and perform its business as presently conducted and as proposed to be conductedobligations under this Agreement.

Appears in 8 contracts

Samples: Forward Purchase Agreement (Silver Sustainable Solutions Corp.), Forward Purchase Agreement (TPG Pace Beneficial II Corp.), Forward Purchase Agreement (TPG Pace Tech Opportunities II Corp.)

Organization and Power. The Purchaser is duly organized, formed, registered or incorporated (as applicable), validly existing, and in good standing under the laws of the jurisdiction of its formation organization, formation, registration or incorporation (as applicable) and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 5 contracts

Samples: Forward Purchase Agreement (Tiga Acquisition Corp. III), Forward Purchase Agreement (Tiga Acquisition Corp. II), Forward Purchase Agreement (Tiga Acquisition Corp.)

Organization and Power. The Purchaser (i) is duly organized, validly existing, existing and in good standing under the laws of the its jurisdiction of its formation incorporation and (ii) has all the requisite power and authority to carry on enter into and perform its business as presently conducted and as proposed to be conductedobligations under this Agreement.

Appears in 4 contracts

Samples: Backstop Agreement (KORE Group Holdings, Inc.), Backstop Agreement (Cerberus Telecom Acquisition Corp.), Exchangeable Notes Purchase Agreement (KORE Group Holdings, Inc.)

Organization and Power. The Purchaser is duly organizedincorporated or formed (as the case may be), validly existing, existing and in good standing under the laws of in the jurisdiction of its formation or organization, and has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be now being conducted.

Appears in 4 contracts

Samples: Purchase and Sale Agreement (IMH Financial Corp), Purchase and Sale Agreement (Pebblebrook Hotel Trust), Purchase and Sale Agreement (Pebblebrook Hotel Trust)

Organization and Power. The Purchaser is duly organized, validly existing, and in good standing under the laws Laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 4 contracts

Samples: Transition Services Agreement (Avista Public Acquisition Corp. II), Transition Services Agreement (Ligand Pharmaceuticals Inc), Forward Purchase Agreement (Ligand Pharmaceuticals Inc)

Organization and Power. The Purchaser is Purchasers are duly organized, validly existing, and in good standing under the laws of the jurisdiction of its their formation and has have all requisite power and authority to carry on its business their businesses as presently conducted and as proposed to be conducted.

Appears in 3 contracts

Samples: Forward Purchase Agreement (Khosla Ventures Acquisition Co.), Forward Purchase Agreement (Lux Health Tech Acquisition Corp.), Forward Purchase Agreement (Lux Health Tech Acquisition Corp.)

Organization and Power. The Such Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation (if the concept of “good standing” is a recognized concept in such jurisdiction) and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 3 contracts

Samples: Forward Purchase Agreement (Motive Capital Corp), Forward Purchase Agreement (Motive Capital Corp), Forward Purchase Agreement (Motive Capital Corp)

Organization and Power. The Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction state of its formation organization and has all requisite power and authority to carry on enter into and perform its business as presently conducted obligations under this Agreement and as proposed any document or instrument required to be conductedexecuted and delivered on behalf of Purchaser hereunder.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Wyndham International Inc), Purchase and Sale Agreement (Strategic Hotel Capital Inc), Assignment and Assumption Agreement (Sunstone Hotel Investors, Inc.)

Organization and Power. The Purchaser (if a legal entity and not a natural person) is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 3 contracts

Samples: Director Forward Purchase Agreement (Pershing Square Tontine Holdings, Ltd.), Director Forward Purchase Agreement (Pershing Square Tontine Holdings, Ltd.), Director Forward Purchase Agreement (Pershing Square Tontine Holdings, Ltd.)

Organization and Power. The Purchaser is duly organized, formed and validly existing, and existing in good standing under the laws of the its jurisdiction of its formation and formation. Purchaser has all requisite the power and authority to execute and deliver this Agreement and to carry on its business as presently conducted and as proposed to be conductedout the transactions contemplated hereby in accordance with the terms hereof.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Ladensohn David A), Stock Purchase Agreement (Softbank Group Corp.), Stock Purchase Agreement (Cohen Richard B)

Organization and Power. The Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its formation organization and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 2 contracts

Samples: Transfer and Subscription Agreement (7 Acquisition Corp), Transfer and Subscription Agreement (7 Acquisition Corp)

Organization and Power. The Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 2 contracts

Samples: Subscription Agreement (Valor Latitude Acquisition Corp.), Forward Purchase Agreement (Valor Latitude Acquisition Corp.)

Organization and Power. The Purchaser is duly organizedincorporated or formed (as the case may be), validly existing, existing and in good standing under the laws of the jurisdiction State of its formation or incorporation, and has all requisite power and authority to carry on its business as presently conducted and as proposed to be currently being conducted.

Appears in 2 contracts

Samples: Master Purchase and Sale Agreement (Hersha Hospitality Trust), Master Purchase and Sale Agreement (Hersha Hospitality Trust)

Organization and Power. The Purchaser (a) is duly organized, validly existing, existing and in good standing under the laws Laws of the jurisdiction of its formation and organization, (b) has all requisite power and authority to own its property and assets and to carry on its business as presently now conducted and as proposed (c) is qualified to be conducteddo business (to the extent required by local Law) and is in good standing in every jurisdiction where such qualification is required.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sunpower Corp)

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Organization and Power. The Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its formation in which it is organized and has all requisite full corporate power and authority to carry on its business as presently conducted execute this Agreement and as proposed the Ancillary Agreements to be conductedwhich it is, or is specified to be, a party and to consummate the Acquisition and the other transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Securities Purchase Agreement (Factset Research Systems Inc)

Organization and Power. The Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 1 contract

Samples: Subscription Agreement (PROOF Acquisition Corp I)

Organization and Power. The Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 1 contract

Samples: Subscription Agreement (USA Acquisition Corp.)

Organization and Power. The Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction State of its formation Washington and has all requisite power and authority to carry on enter into and perform its business as presently conducted obligations under this Agreement and as proposed any document or instrument required to be conductedexecuted and delivered on behalf of Purchaser hereunder.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Ashford Hospitality Prime, Inc.)

Organization and Power. The Purchaser is Purchasers are duly organized, validly existing, and in good standing under the laws of the jurisdiction of its their formation and has have all requisite power and authority to carry on its their business as presently conducted and as proposed to be conducted.

Appears in 1 contract

Samples: Forward Purchase Agreement (JATT Acquisition Corp)

Organization and Power. The Such Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction state of its formation organization and has all requisite power and authority to carry on enter into and perform its business as presently conducted obligations under this Agreement and as proposed any document or instrument required to be conductedexecuted and delivered on behalf of such Purchaser hereunder.

Appears in 1 contract

Samples: Purchase and Sale Agreement (CNL Hotels & Resorts, Inc.)

Organization and Power. The Purchaser is duly organizedincorporated, validly existing, existing and in good standing under the laws of the jurisdiction its state of its formation organization, and has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be currently being conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (CNL Income Properties Inc)

Organization and Power. The Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its formation and formation. The Purchaser has all requisite legal power to execute and authority deliver this Agreement and to carry on out and perform its business as presently conducted and as proposed to be conductedobligations under the terms of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ai International Chemicals S.A.R.L.)

Organization and Power. The Such Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation incorporation or organization, as applicable, and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

Appears in 1 contract

Samples: Forward Purchase Agreement (Black Knight, Inc.)

Organization and Power. The Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its formation and has all requisite legal power to execute and authority deliver this Agreement and to carry on out and perform its business as presently conducted and as proposed to be conductedobligations under this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (De Nicolas Eustaquio Tomas)

Organization and Power. The Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation incorporation or organization and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.. EXECUTION COPY

Appears in 1 contract

Samples: Forward Purchase Agreement (Healthwell Acquisition Corp. I)

Organization and Power. The Purchaser is duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its formation and organization. The Purchaser has all requisite legal and partnership power to execute and authority deliver this Agreement and to carry on out and perform its business as presently conducted and as proposed to be conductedobligations under the terms of this Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Amc Entertainment Inc)

Organization and Power. The Purchaser is duly organized, ---------------------- validly existing, existing and in good standing under the laws of the jurisdiction of its formation and organization. The Purchaser has all requisite legal and partnership power to execute and authority deliver this Agreement and to carry on out and perform its business as presently conducted and as proposed to be conductedobligations under the terms of this Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Apollo Investment Fund Iv Lp)

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